Enrolled Bill

[Congressional Bills 119th Congress]
[From the U.S. Government Publishing Office]
[S. 2403 Enrolled Bill (ENR)]

        S.2403

                     One Hundred Nineteenth Congress

                                 of the

                        United States of America


                          AT THE SECOND SESSION

          Begun and held at the City of Washington on Saturday,
          the third day of January, two thousand and twenty six


                                 An Act


 
To amend the Employee Retirement Income Security Act of 1974 to provide 
 a clear definition of adequate consideration for certain closely held 
                     stock, and for other purposes.

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
    This Act may be cited as the ``Retire through Ownership Act''.
SEC. 2. AMENDING ADEQUATE CONSIDERATION DEFINITION.
    (a) In General.--Section 3(18) of the Employee Retirement Income 
Security Act of 1974 (29 U.S.C. 1002(18)) is amended--
        (1) by redesignating clauses (i) and (ii) as subclauses (I) and 
    (II), respectively;
        (2) by redesignating subparagraphs (A) and (B) as clauses (i) 
    and (ii), respectively;
        (3) by inserting ``(A)'' before ``The term''; and
        (4) by adding at the end the following:
        ``(B)(i) For purposes of clause (ii) of subparagraph (A), a 
    fiduciary of an employee stock ownership plan (as defined in 
    section 407(d)(6)) may make a good faith reliance on a valuation 
    provided by an independent valuation expert or business appraiser 
    that has relied upon the principles and methodologies set forth in 
    Internal Revenue Service Revenue Ruling 59-60 (as amplified and 
    modified by the Internal Revenue Service from time to time) in 
    determining the fair market value of an asset described in such 
    clause.
        ``(ii) Clause (i) shall not be interpreted to--
            ``(I) preclude the Secretary from promulgating, in 
        accordance with section 553 of title 5, United States Code, any 
        regulation interpreting such clause;
            ``(II) expand the regulatory authority of the Secretary 
        with respect to the term `adequate consideration' beyond such 
        authority available to the Secretary on the day before the date 
        of enactment of the Retire through Ownership Act; or
            ``(III) modify a fiduciary's obligations under section 
        404.''.
    (b) Effective Date.--The amendments made by subsection (a) shall 
apply with respect to determinations described in section 3(18)(B) of 
the Employee Retirement Income Security Act of 1974 (29 U.S.C. 
1002(18)(B)) (as added by such subsection) that are made on or after 
the date of enactment of this Act.

                               Speaker of the House of Representatives.

                            Vice President of the United States and    
                                               President of the Senate.